Correspondence 0001493152-23-009104 from Sacks Parente Golf, Inc. (SPGC) (CIK 0001934245) (NWTG)
Sacks Parente Golf, Inc. (SPGC) (CIK 0001934245)
Date: March 27, 2023 · CIK: 0001934245 · Accession: 0001493152-23-009104
AI Filing Summary & Sentiment
File numbers found in text: 333-266610
Referenced dates: March 24, 2023
Letter
Sacks Parente Golf, Inc.
Calle San Pablo
Camarillo, CA 93012
March 27, 2023
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
Washington, D.C. 20549
Attention: Ernest Greene
Re:
Sacks Parente Golf, Inc.
Amendment No. 5 to Registration Statement on Form S-1
Filed March 23, 2023
File No. 333-266610
Ladies and Gentlemen:
By letter dated March 24, 2023, the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) provided Sacks Parente Golf, Inc. (the “Company”) with comments on the Company’s Amendment No. 5 to Registration Statement on Form S-1, described above (the “Registration Statement”).
This letter contains the Company’s responses to the Staff’s comments. The numbered responses and the headings set forth below correspond to the numbered comments and headings in the Staff’s letter to the Registration Statement.
Concurrently herewith, the Company is filing Amendment No. 6 to the Registration Statement.
Amendment No. 5 to Registration Statement on Form S-1
Capitalization, page 33
1. We note that you have only included the pro forma adjustments related to your common stock subject to possible redemption in the “Unaudited Pro Forma” column of your capitalization table. Please revise this column to show the amounts for all line items in your table. Your “Unaudited Pro Forma” column should be presented in a manner similar to your “Actual” column including subtotals and totals. In addition, please also revise “Total capitalization” in the “Unaudited Pro Forma as Adjusted” column to $15,688,000 instead of $15,680,000.
COMPANY’S RESPONSE
We have revised the capitalization table pursuant to the Staff’s comments.
If you have any questions regarding this response, please direct them to our counsel David Ficksman at 310-789-1290 or dficksman@troygould.com.
Sincerely,
Sacks
Parente Golf, Inc.
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filename1.htm
Sacks
Parente Golf, Inc.
551
Calle San Pablo
Camarillo,
CA 93012
March
27, 2023
VIA
EDGAR
Securities
and Exchange Commission
Division
of Corporation Finance
Washington,
D.C. 20549
Attention:
Ernest Greene
Re:
Sacks
Parente Golf, Inc.
Amendment
No. 5 to Registration Statement on Form S-1
Filed
March 23, 2023
File
No. 333-266610
Ladies
and Gentlemen:
By
letter dated March 24, 2023, the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”)
provided Sacks Parente Golf, Inc. (the “Company”) with comments on the Company’s Amendment No. 5 to Registration Statement
on Form S-1, described above (the “Registration Statement”).
This
letter contains the Company’s responses to the Staff’s comments. The numbered responses and the headings set forth below
correspond to the numbered comments and headings in the Staff’s letter to the Registration Statement.
Concurrently
herewith, the Company is filing Amendment No. 6 to the Registration Statement.
Amendment
No. 5 to Registration Statement on Form S-1
Capitalization,
page 33
1. We
note that you have only included the pro forma adjustments related to your common stock subject
to possible redemption in the “Unaudited Pro Forma” column of your capitalization
table. Please revise this column to show the amounts for all line items in your table. Your
“Unaudited Pro Forma” column should be presented in a manner similar to your
“Actual” column including subtotals and totals. In addition, please also revise
“Total capitalization” in the “Unaudited Pro Forma as Adjusted” column
to $15,688,000 instead of $15,680,000.
COMPANY’S
RESPONSE
We
have revised the capitalization table pursuant to the Staff’s comments.
If
you have any questions regarding this response, please direct them to our counsel David Ficksman at 310-789-1290 or dficksman@troygould.com.
Sincerely,
Sacks
Parente Golf, Inc.
/s/
Akinobu Yorihiro
By:
Akinobu
Yorihiro
Chief
Technology Officer
cc:
David
L. Ficksman